Site and Service Terms and Conditions
Alliance Inspection Management, LLC, (AiM) Site and Services Agreement (Terms and Conditions)
Updated: January 1, 2017
Thank you for using Alliance Inspection Management’s (“AiM”) website(s), vehicle inspection, technology products, and services. AiM is one of the biggest vehicle inspection companies and collectors of vehicle damage data in North America. These products and services include, but are not limited to, the performance of vehicle inspections, the generation of condition reports, the posting of vehicles on selling platforms and/or storage of vehicle damage data online (collectively referred to as “AiM Products and Services”). By using any of AiM’s Products and Services, whether at an AiM or third-party location or online, you agree, for yourself, your dealership, your company, and your representatives (collectively, “You” or “Your”), if applicable, to abide by the following terms and conditions, as amended from time to time by AiM:
1. AiM: These terms and conditions shall benefit AiM and its various subsidiaries, parent company(ies), and affiliates, including Alliance Inspection Management Holdings, Inc., Autocomm, Inc., Alliance Inspection Canada, Inc., or Total Claims Management, LLC. (collectively, “AiM,” “we,” “our,” or “us”). These terms and conditions are in addition to, and not in lieu of, any more specific agreements You may have or make with AiM (e.g., sales invoices, online visitor agreements, privacy policies, inspection agreements, data procurement agreements, etc.). To the extent there is any conflict between these terms and conditions and other more specific agreements You have signed with AiM, those other more specific agreements will control. AiM may amend these terms any time by posting an amended version at its website, which shall become effective on the date of posting. Time is of the essence with respect to all of Your duties hereunder.
2. Accuracy of Information: You certify and agree that all registration and representative information You have provided to us via any of AiM’s websites (including, but not limited to, aimdealerinspections.com, homepage.aiminspections.com, and marketconnect.aiminspections.com) (“Websites”), via email, telephonically, and otherwise, is true, correct, and complete, and You will promptly notify us in writing, if there is any change to the information You have provided.
3. Fairness and Courtesy: You agree to behave in a fair, ethical, courteous, and civil manner in Your interactions with us, our personnel, and our other customers while interacting with AiM’s websites or using any of AiM’s Products and Services. Should You have issues or concerns with the behavior of our personnel or other customers that cannot be resolved quickly and civilly on Your own, You will raise those issues discreetly with our management.
4. Disclaimers and Indemnification: Unless otherwise stated in a separate written agreement signed by You and AiM,
A. AiM expressly disclaims all express and/or implied warranties as to merchantability, fitness, or any other matter whatsoever. For example, as it pertains to vehicle inspections and vehicle inspection reports, and in no way limiting the scope of the preceding sentence, the information contained within this vehicle condition report and all attachments to it (“Report”) is accurate to the best of the inspector’s knowledge and observations, but cannot be guaranteed as its scope and accuracy are limited to a variety of factors including, but not limited to, to the type of inspection ordered by YOU or other third party (for example, some dealers do not order the vehicle to be placed on a lift for the inspection) general accessibility to the item inspected with only minimal disassembly and without a computerized measuring system, and environmental factors such as weather. The vehicle inspection is intended solely as an assessment of said vehicle’s condition at the time and date of examination, and pertains only to the items visually inspected and identified in the Report at the time of the inspection. Unless specifically stated otherwise in writing, the inspection does not cover mechanical items. As such, there are no implied or express warranties or guarantees of any kind in connection with this vehicle inspection or Report as, in general, there is an inherent risk of unknown prior damage and repair with any used vehicle and used vehicles may have unknown damage or repair not found on inspection. AiM specifically disclaims any liability for any loss or damage arising in connection with the purchase, ownership or operation of said vehicle AND further disclaims any liability of any hidden wreck, damage, defect, or tampered components not readily apparent or not found during this inspection, as well as other conditions that may exist which did not occur or appear during inspection. In short, this Report is for information only and is not to be considered a recommendation for or against the purchase of the inspected vehicle. IF YOU ARE A THIRD-PARTY INTERESTED IN PURCHASING THIS VEHICLE, YOU MAY OBTAIN AN INDEPENDENT INSPECTION BY ANOTHER INSPECTION COMPANY IF YOU CHOOSE. IF YOU DO NOT ASK TO OBTAIN AN INDEPENDENT INSPECTION, YOU ARE WAIVING THAT OPPORTUNITY.
B. You agree to indemnify and hold AiM harmless from and against any and all liability, loss, cost, damage, or expense, including attorneys’ fees, which are in any way related to or may otherwise arise, either directly or indirectly, from any of AiM’s Products and Services, including, but not limited to, the purchase or sale of any vehicle inspected by AiM (“Vehicle”). You agree that all representations or disclosures concerning any AiM Product or Service made by or conveyed by You to a third-party are solely Your responsibility and that AiM has no liability to any third-party.
C. If AiM is required to make or defend a claim, related in any way to a Vehicle or Vehicle transaction, then AiM shall recover, in addition to the amount of the claim and the costs incurred in the claim, reasonable attorneys’ fees in an amount not less than twenty-five percent (25%) of the amount of the claim, regardless of whether suit is filed, including appellate and bankruptcy fees and costs. Interest shall accrue on the unpaid balance of any such claim at the rate of one and one-half percent (1.5%) per month, or the highest rate permitted by law, whichever is greater.
D. AIM RESERVES THE RIGHT TO VOID, UNWIND, OR CANCEL ANY TRANSACTION IN ITS SOLE
5. Arbitration Rules: For any legal disputes arising from the use of AiM’s Websites, Products, or Services, or any other transaction with AiM, You agree to be bound by the AiM Arbitration Policies as set forth in this Section 5, which may be amended unilaterally by us from time to time.
A. ARBITRATION AGREEMENT: YOU AGREE TO ARBITRATE ANY DISPUTE OR CLAIM THAT YOU MAY HAVE WITH AIM THAT ARISES OUT OF OR RELATES IN ANY WAY TO THESE TERMS AND CONDITIONS; ANY PURCHASE, SALE, OR TRANSACTION WITH AIM; YOUR USE OF ANY AIM WEBSITE, ONLINE PORTAL OR ANY AIM PRODUCT OR SERVICE; OR ANY OTHER AGREEMENT BETWEEN YOU AND AIM. ARBITRATION CONDUCTED HEREUNDER SHALL BE FINAL AND BINDING. THIS ARBITRATION PROVISION MEANS THAT YOUR CLAIMS AGAINST AIM WILL BE RESOLVED THROUGH ARBITRATION RATHER THAN LITIGATION IN COURT. YOU ACKNOWLEDGE THAT AIM MAY (BUT SHALL NOT BE REQUIRED TO) SUBMIT TO ARBITRATION ANY DISPUTE OR CLAIM THAT IT MAY HAVE AGAINST YOU, WITH ANY SUCH ARBITRATION BEING GOVERNED BY THE PROVISIONS OF THIS SECTION 5.
B. ABILITY TO OPT OUT: YOU MAY OPT OUT OF THIS ARBITRATION AGREEMENT (SECTION 5 ONLY) FOR ANY FUTURE BUSINESS WITH AIM AND DOING SO WILL NOT IN ANY WAY PREJUDICE OR AFFECT YOUR DEALINGS WITH AIM. TO EXERCISE THIS OPT OUT RIGHT, YOU MUST PROVIDE WRITTEN NOTICE OF YOUR ELECTION TO OPT OUT TO AIM AT 400 GOLDEN SHORE DR., STE. 400, LONG BEACH, CA, 90802, ATTN: GENERAL COUNSEL, NO LATER THAN 30 DAYS AFTER YOUR INITIAL ACCEPTANCE OF THESE TERMS AND CONDITIONS AS SET FORTH IN THE FIRST PARAGRAPH HEREOF. THE PROCEDURE SPELLED OUT HEREIN IS THE ONLY WAY TO OPT OUT OF THIS ARBITRATION AGREEMENT, AND ANY ATTEMPTS TO OPT OUT AFTER THE DEADLINE SET FORTH HEREIN WILL BE INEFFECTIVE.
C. CLASS ACTION WAIVER: ANY ARBITRATION PROCEEDING UNDER THIS SECTION 8 WILL TAKE PLACE ON AN INDIVIDUAL BASIS. CLASS ARBITRATIONS AND CLASS OR REPRESENTATIVE PROCEEDINGS OF ANY KIND ARE NOT PERMITTED AND YOU EXPRESSLY WAIVE YOUR ABILITY TO PARTICIPATE IN A CLASS OR REPRESENTATIVE PROCEEDING AGAINST AIM. TO THE EXTENT THAT YOU OPT OUT OF ARBITRATION FOLLOWING THE PROCEDURE SET FORTH IN SECTION 5(b) ABOVE, OR IF THIS ARBITRATION AGREEMENT IS FOUND INAPPLICABLE TO YOUR DISPUTE WITH AIM, THIS CLASS ACTION WAIVER WILL CONTINUE TO APPLY IN LITIGATION. YOU AGREE THAT THIS CLASS ACTION WAIVER IS AN ESSENTIAL ELEMENT OF OUR AGREEMENT AND THESE TERMS AND CONDITIONS AND THAT IT MAY NOT BE SEVERED. IN THE EVENT THAT THIS CLASS ACTION WAIVER IS DEEMED INVALID OR UNENFORCEABLE, THEN THE ENTIRE AGREEMENT TO ARBITRATE IN THIS SECTION 8 WILL BE NULL AND VOID.
D. Arbitration Procedures/Arbitrator Authority: Any dispute or claim subject to arbitration pursuant to this Section 5 shall be submitted to binding arbitration administered by the Judicial Arbitration and Mediation Service (“JAMS”) pursuant to its Streamlined Arbitration Rules and Procedures as in effect at the time of the submission of such dispute or claim (the “JAMS Streamlined Rules”). The disputes and claims subject to arbitration pursuant to this Section 5 will be resolved by a single arbitrator selected pursuant to the JAMS Streamlined Rules. The arbitrator shall be bound by and shall strictly enforce these terms and conditions and any other applicable agreement between you and AiM, and may not limit, expand, or otherwise modify any of these terms and conditions or the provisions of any other applicable agreement between You and AiM. The arbitrator may award any relief that a court of law could, applying the limitations of liability contained in these terms and conditions. The arbitrator may award injunctive relief if permitted by law – but the injunctive relief awarded by the arbitrator may not extend beyond our dealings with each other. The laws of the State of California will apply to any claims or disputes between us. Any arbitration will be held in Orange County, California, unless otherwise agreed upon by the parties in writing. Each party will bear its own expenses in the arbitration and will share equally the costs of the arbitration; provided, however, that the arbitrator shall award AiM any costs and fees to which AiM may be entitled under Section 5 in connection with any indemnification claim, and may also, in his or her discretion, award costs and fees to AiM if it is determined that You submitted or filed any arbitration in bad faith or that Your claims against AiM have no reasonable legal basis.
E. Application of FAA/Survival: You agree that Your transactions with AiM evidence transactions in interstate commerce, and thus the Federal Arbitration Act governs the interpretation and enforcement of this Section 5 (notwithstanding the application of Georgia law to any underlying claims as provided for in clause (d) above). You also agree that this Section 5 survives any termination of these terms and conditions or any other agreement between us.
6. Electronic Signatures: You acknowledge and agree that You and we may, from time to time, find it expedient to utilize electronic signature(s), acknowledgement(s), consent(s), “click-through(s),” or other approval(s), direct or indirect, for access to AiM’s Website, Products and Services, whether online, in emails, over the phone, or otherwise, which makes Your business with AiM easier, faster, and more efficient. To that end, You agree that any such forms of approval from You shall be effective and binding upon You, in the same manner as a handwritten signature, where circumstances indicate Your intent to be bound and/or we choose to rely on such approval(s). Regardless of whether Your consent or approval was given, or in what form, You agree that You will be deemed to have ratified any transaction that You do not dispute in writing within 24 hours of confirmation by AiM.
7. Bound by Representatives: You are responsible for and bound by the actions of, and transactions entered into by You, Your actual and appointed representatives, including any other person authorized by You in writing, verbally, or otherwise to represent You at or with AiM.
8. No Right to Do Business: You have no obligation to do business with AiM. Likewise, You agree and acknowledge that we have no obligation to do business with You. We are an affiliated private business; we reserve the right to cease doing business with You or anyone else, at any time, for any reason or no reason, in our sole discretion, collectively or separately among our affiliates; and You shall have no right, remedy, or cause of action for same. You acknowledge and agree that there are numerous sources, other than AiM, for You to purchase AiM’s Products and Services.
9. AiM’s Proprietary Rights: You agree and acknowledge that AiM’s Products and Services, and any software used in connection with AiM’s Products and Services, and the materials on the various AiM websites, contain proprietary and confidential information that is protected by intellectual property and other laws. Further, You agree and acknowledge that in the performance of its Products and Services, AiM may generate materials, including, but not limited to, photographs, reports, visuals, narratives, transactional records, and other data and documents derived from the foregoing, and that AiM shall own the rights to such materials. Except as explicitly provided in these terms and conditions, You may not take, appropriate, convert, distribute, transmit, display, reproduce, modify, create derivative works from, or otherwise exploit any of the AiM generated materials. AiM owns many trademarks and service marks, including, but not limited to, the registered marks MarketConnect and AiM Exchange. You may not use any AiM trademark or service mark without AiM’s prior written consent.
10. LIMITATIONS OF LIABILITY: UNDER NO CIRCUMSTANCES WILL THE AIM PARTIES BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR SIMILAR DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST REVENUES OR PROFITS, OR DAMAGES FOR LOSS OF BUSINESS), EVEN IF ONE OR MORE OF THE AIM PARTIES ARE ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES EVENT, UNLESS OTHERWISED STATED IN A SEPARATE WRITTEN AND SIGNED CONTRACT BETWEEN YOU AND AIM, WILL AiM’s MAXIMUM LIABILITY TO YOU, ANY CUSTOMER OR THIRD-PARTY WHO RELIES ON REPRESENTATIONS MADE WITHIN THE CONDITION REPORT EXCEED THE PURCHASE PRICE PAID FOR THE CONDITION REPORT AND UNDERLYING VEHICLE INSPECTION, PLUS INTEREST AS ALLOWED BY LAW. IN NO WAY SHALL AiM BE LIABLE FOR PROPERTY DAMAGE, PERSONAL INJURY, LOSS OF USE, INTERRUPTION OF BUSINESS, LOST PROFITS, LOST DATA OR OTHER CONSEQUENTIAL, PUNITIVE OR SPECIAL DAMAGES FOR INACCURACIES OR MISREPRESENTATIONS CONTAINED WITH THE CONDITION REPORT. BECAUSE SOME STATES/JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SOME OF THESE LIMITATIONS MAY NOT APPLY TO YOU. THE PARTIES ACKNOWLEDGE THAT THE FEES AGREED UPON BETWEEN CLIENT AND VENDOR ARE BASED IN PART ON THESE LIMITATIONS, AND THAT THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ANY ESSENTIAL PURPOSE OF ANY LIMITED REMEDY
11. Refund/Cancellation Policy: All refund or cancellation requests for any AiM Product or Services must be made 24 hours prior to the scheduled inspection appointment by email only using the Contact Us tab located on the Homepage menu bar. Request for cancellations will not be accepted by telephone. Please provide name, transaction ID number, make, and model information. Refunds will be honored minus a thirty percent (30%) administrative fee per transaction order. Refunds will be applied in the same manner as the order was received.
12. Choice of Law and Consent to Jurisdiction: These terms and conditions shall be governed by the internal laws of the State of California (U.S.A.), where AiM maintains its headquarters, and without regard to California‘s internal conflicts of law analysis. In the event that any claim or dispute between AiM and You is not arbitrated under Section 5 hereof, You agree that non-exclusive jurisdiction and venue for such claims and disputes shall exist in the federal and state courts located in Orange County, California.
13. Understanding of Terms and Conditions: You acknowledge and agree that You understand these terms and conditions written in English and that You have sought the help of an attorney and/or translator as You deem necessary to understand it. The Parties hereto agree that this agreement, and all correspondence and all documentation relating to this agreement, be written in the English language. Any translated version of any of these terms and conditions offered by AiM is provided as a courtesy only, with the English version being the binding version.
14. Severability: In the event that any provision in this agreement is determined to be legally unenforceable, the parties agree that the unenforceable provision shall be severed, and the remaining provisions of these terms and conditions shall remain in full force and effect.
15. Electronic Approval: You hereby acknowledge and agree that these terms and conditions are being executed both in Your individual capacity and in Your capacity as an authorized representative for Dealer and that the approval of this document, if by e-signature, shall be deemed to satisfy all requirements imposed on electronic or digital signatures under the Electronic Signatures in Global and National Commerce Act (the “E-Sign Act”), 15 U.S.C. §7001(a) et seq., state electronic transactions acts, and any other similar laws relating to the validity or enforceability of electronic or digital signatures. You further acknowledge and agree that these terms and conditions may be approved by affixing to this agreement an electronic or digital signature, which shall for all purposes be deemed effective to constitute the valid signature of the party affixing such electronic or digital signature.
When you visit the Alliance Inspection Management’s website, no personally identifying information about you is gathered, unless you choose to provide such information in an e-mail message. The only other information provided is the visitor’s domain and Internet protocol address, the type of browser and operating system used to access the site, the files visited and the time spent on each file and the time and date of the visit. If you send us e-mail, we use the information you send to respond to your inquiry. E-mail correspondence to Alliance Inspection Management, like U.S. mailed correspondence, may become a public record. As a public record, your correspondence could be disclosed to other parties upon their request, in accordance with applicable laws.